FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


             (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1998
                           --------------------------

                                       OR

             ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                       For the transition period from to


                             Commission file number
                                     0-21560


                            CNL Income Fund XI, Ltd.
             (Exact name of registrant as specified in its charter)


          Florida                           59-3078854
(State or other jurisdiction            (I.R.S. Employer
of incorporation or organiza-           Identification No.)
tion)


400 E. South Street, #500
Orlando, Florida                             32801
----------------------------           -----------------
(Address of principal                       (Zip Code)
executive offices)


Registrant's telephone number
(including area code)                     (407) 422-1574


Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.   Yes     X      No


<PAGE>









                                    CONTENTS






Part I                                                        Page

  Item 1.  Financial Statements:

             Condensed Balance Sheets                         1

             Condensed Statements of Income                   2

             Condensed Statements of Partners' Capital        3

             Condensed Statements of Cash Flows               4

             Notes to Condensed Financial Statements          5

  Item 2.  Management's Discussion and Analysis
             of Financial Condition and
             Results of Operations                            6-8


Part II

  Other Information                                           9


<PAGE>



                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS


                                                 March 31,        December 31,
            ASSETS                                 1998               1997
                                                -----------       -----------

Land and buildings on operating
  leases, less accumulated
  depreciation of $2,569,794 and
  $2,455,129                                    $23,446,352      $23,561,017
Net investment in direct financing
  leases                                          6,588,334        6,611,661
Investment in joint ventures                      2,541,028        2,567,786
Cash and cash equivalents                         1,403,251        1,272,386
Receivables                                          47,517          119,575
Prepaid expenses                                     18,066           13,363
Accrued rental income                             1,549,184        1,517,726
Other assets                                        122,024          122,024
                                                -----------      -----------

                                                $35,715,756      $35,785,538
                                                ===========      ===========


LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                                $    11,381      $     6,508
Escrowed real estate taxes payable                   20,033           19,410
Distributions payable                               915,006          875,006
Due to related parties                                5,155            6,648
Rents paid in advance and deposits                  115,706           68,333
                                                -----------      -----------
    Total liabilities                             1,067,281          975,905

Minority interests                                  499,293          501,401

Partners' capital                                34,149,182       34,308,232
                                                -----------      -----------

                                                $35,715,756      $35,785,538
                                                ===========      ===========





            See accompanying notes to condensed financial statements.

                                        1

<PAGE>



                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME


                                                       Quarter Ended
                                                          March 31,
                                                   1998             1997
                                                ----------       -------

Revenues:
  Rental income from operating leases           $  675,491       $  675,694
  Earned income from direct financing
    leases                                         207,060          211,817
  Contingent rental income                          19,768           24,643
  Interest and other income                         12,405           15,455
                                                ----------       ----------
                                                   914,724          927,609
                                                ----------       ----------

Expenses:
  General operating and administrative              29,458           33,860
  Professional services                              4,952            6,459
  Management fees to related parties                 9,342            9,999
  State and other taxes                             23,334           23,723
  Depreciation and amortization                    114,665          115,165
                                                ----------       ----------
                                                   181,751          189,206
                                                ----------       ----------

Income Before Minority Interests in
  Income of Consolidated Joint
  Ventures and Equity in Earnings of
  Unconsolidated Joint Ventures                    732,973          738,403

Minority Interests in Income of
  Consolidated Joint Ventures                      (17,018)         (17,202)

Equity in Earnings of Unconsolidated
  Joint Ventures                                    40,001           46,804
                                                ----------       ----------

Net Income                                      $  755,956       $  768,005
                                                ==========       ==========

Allocation of Net Income:
  General partners                              $    7,560       $    7,680
  Limited partners                                 748,396          760,325
                                                ----------       ----------

                                                $  755,956       $  768,005
                                                ==========       ==========

Net Income Per Limited Partner Unit             $     0.19       $     0.19
                                                ==========       ==========

Weighted Average Number of Limited
  Partner Units Outstanding                      4,000,000        4,000,000
                                                ==========       ==========







            See accompanying notes to condensed financial statements.

                                        2

<PAGE>



                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                    CONDENSED STATEMENTS OF PARTNERS' CAPITAL


                                             Quarter Ended       Year Ended
                                               March 31,        December 31,
                                                 1998               1997
                                             -------------      ------------

General partners:
  Beginning balance                           $   176,232      $   143,281
  Net income                                        7,560           32,951
                                              -----------      -----------
                                                  183,792          176,232
                                              -----------      -----------

Limited partners:
  Beginning balance                            34,132,000       34,369,896
  Net income                                      748,396        3,262,128
  Distributions ($0.23 and $0.88
    per limited partner unit,
    respectively)                                (915,006)      (3,500,024)
                                              -----------      -----------
                                               33,965,390       34,132,000
                                              -----------      -----------

Total partners' capital                       $34,149,182      $34,308,232
                                              ===========      ===========




            See accompanying notes to condensed financial statements.

                                        3

<PAGE>



                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS


                                                           Quarter Ended
                                                             March 31,
                                                       1998          1997
                                                   -----------    -------

Increase (Decrease) in Cash and
  Cash Equivalents:

    Net Cash Provided by Operating
      Activities                                   $ 1,024,997    $ 1,000,098
                                                   -----------    -----------

    Cash Flows from Investing
      Activities:
        Investment in joint ventures                        -      (1,044,750)
        Decrease in restricted cash                         -       1,044,750
                                                   -----------    -----------
            Net cash provided by
              investing activities                          -              -
                                                   -----------    ----------

    Cash Flows from Financing
      Activities:
        Distributions to limited
          partners                                    (875,006)      (915,006)
        Distributions to holders
          of minority interests                        (19,126)       (18,313)
                                                   -----------    -----------
            Net cash used in
              financing activities                    (894,132)      (933,319)
                                                   -----------    -----------

Net Increase in Cash and Cash
  Equivalents                                          130,865         66,779

Cash and Cash Equivalents at
  Beginning of Quarter                               1,272,386      1,225,860
                                                   -----------    -----------

Cash and Cash Equivalents at
  End of Quarter                                   $ 1,403,251    $ 1,292,639
                                                   ===========    ===========

Supplemental Schedule of Non-Cash
  Financing Activities:

    Distributions declared and
      unpaid at end of quarter                     $   915,006    $   875,006
                                                   ===========    ===========









            See accompanying notes to condensed financial statements.

                                        4

<PAGE>



                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                     Quarters Ended March 31, 1998 and 1997


1.       Basis of Presentation:

         The accompanying  unaudited  condensed  financial  statements have been
         prepared in accordance  with the  instructions  to Form 10-Q and do not
         include  all  of the  information  and  note  disclosures  required  by
         generally  accepted  accounting  principles.  The financial  statements
         reflect all adjustments,  consisting of normal  recurring  adjustments,
         which are, in the opinion of management,  necessary to a fair statement
         of the results for the interim periods presented. Operating results for
         the quarter ended March 31, 1998,  may not be indicative of the results
         that may be expected for the year ending December 31, 1998.  Amounts as
         of December 31, 1997, included in the financial  statements,  have been
         derived from audited financial statements as of that date.

         These unaudited financial statements should be read in conjunction with
         the financial statements and notes thereto included in Form 10-K of CNL
         Income Fund XI, Ltd. (the  "Partnership")  for the year ended  December
         31, 1997.

         The  Partnership  accounts for its 85 percent  interest in Denver Joint
         Venture and its 77.33% interest in CNL/Airport  Joint Venture using the
         consolidation  method.  Minority interests represent the minority joint
         venture  partners'  proportionate  share of equity in the Partnership's
         consolidated joint ventures. All significant  intercompany accounts and
         transactions have been eliminated.

2.       Commitment:

         During  1996,  the  Partnership  entered  into  an  agreement  with  an
         unrelated  third party to sell the Burger King property in Nashua,  New
         Hampshire.  The general  partners  believe that the  anticipated  sales
         price will exceed the Partnership's  cost attributable to the property;
         however, as of April 30, 1998, the sale had not occurred.

                                        5

<PAGE>



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

         CNL Income  Fund XI,  Ltd.  (the  "Partnership")  is a Florida  limited
partnership  that was organized on August 20, 1991, to acquire for cash,  either
directly or through  joint  venture  arrangements,  both newly  constructed  and
existing  restaurants,  as well as properties upon which  restaurants were to be
constructed  (the  "Properties"),  which are leased  primarily  to  operators of
national and regional  fast-food and family-style  restaurant chains. The leases
are  triple-net  leases,  with  the  lessees  responsible  for all  repairs  and
maintenance,  property taxes, insurance and utilities. As of March 31, 1998, the
Partnership  owned  39  Properties,  including  four  Properties  owned by joint
ventures in which the  Partnership is a co-venturer  and one Property owned with
an affiliate as tenants-in-common.

Liquidity and Capital Resources

         The  Partnership's  primary  source of capital for the  quarters  ended
March 31, 1998 and 1997, was cash from operations  (which includes cash received
from tenants,  distributions from joint ventures,  and interest and other income
received, less cash paid for expenses).  Cash from operations was $1,024,997 and
$1,000,098  for the quarters  ended March 31, 1998 and 1997,  respectively.  The
increase in cash from  operations  for the  quarter  ended  March 31,  1998,  is
primarily a result of changes in the Partnership's working capital.

         Currently,  rental income from the Partnership's Properties is invested
in money market accounts or other short-term,  highly liquid investments pending
the  Partnership's  use of such  funds to pay  Partnership  expenses  or to make
distributions to the partners. At March 31, 1998, the Partnership had $1,403,251
invested in such short-term  investments,  as compared to $1,272,386 at December
31, 1997. The funds remaining at March 31, 1998,  after payment of distributions
and other  liabilities,  will be used to meet the Partnership's  working capital
and other needs.

         Total liabilities of the Partnership,  including distributions payable,
increased to $1,067,281  at March 31, 1998,  from $975,905 at December 31, 1997,
partially as a result of the  Partnership's  accruing a special  distribution of
accumulated,  excess  operating  reserves  payable to the  limited  partners  of
$40,000  at March 31,  1998.  The  increase  was also  partially  a result of an
increase  in rents paid in  advance  at March 31,  1998.  The  general  partners
believe that the  Partnership  has  sufficient  cash on hand to meet its current
working capital needs.

         During  1996,  the  Partnership  entered  into  an  agreement  with  an
unrelated third party to sell the Burger King Property in Nashua, New Hampshire.
The general  partners  believe that the anticipated  sales price will exceed the
Partnership's cost attributable to the Property;  however, as of April 30, 1998,
the sale had not occurred.


                                        6

<PAGE>



Liquidity and Capital Resources - Continued

         Based on cash from  operations,  and for the  quarter  ended  March 31,
1998,   accumulated  excess  operating   reserves,   the  Partnership   declared
distributions  to the limited partners of $915,006 and $875,006 for the quarters
ended March 31, 1998 and 1997,  respectively.  This represents  distributions of
$0.23 and $0.22 per unit. No distributions were made to the general partners for
the  quarters  ended  March 31,  1998 and 1997.  No amounts  distributed  to the
limited partners for the quarters ended March 31, 1998 and 1997, are required to
be or have been treated by the  Partnership  as a return of capital for purposes
of  calculating  the  limited   partners'   return  on  their  adjusted  capital
contributions. The Partnership intends to continue to make distributions of cash
available for distribution to the limited partners on a quarterly basis.

         The Partnership's  investment strategy of acquiring Properties for cash
and  leasing  them  under  triple-net  leases to  operators  who meet  specified
financial standards minimizes the Partnership's  operating expenses. The general
partners  believe that the leases will  continue to generate cash flow in excess
of operating expenses.

         The general  partners have the right,  but not the obligation,  to make
additional capital  contributions if they deem it appropriate in connection with
the operations of the Partnership.

Results of Operations

         During the quarters ended March 31, 1998 and 1997, the  Partnership and
its  consolidated  joint ventures,  Denver Joint Venture and  CNL/Airport  Joint
Venture,  owned and leased 36 wholly owned  Properties to operators of fast-food
and family-style restaurant chains. In connection therewith, during the quarters
ended  March 31,  1998 and 1997,  the  Partnership,  Denver  Joint  Venture  and
CNL/Airport Joint Venture earned $882,551 and $887,511,  respectively, in rental
income from operating leases and earned income from direct financing  leases. In
addition,  during the quarters  ended March 31, 1998 and 1997,  the  Partnership
earned $19,768 and $24,643, respectively, in contingent rental income.

         In  addition,  for the  quarters  ended  March 31,  1998 and 1997,  the
Partnership  owned and leased two  Properties  indirectly  through  other  joint
venture  arrangements  and owned and leased one  Property  with an  affiliate as
tenants-in-common.  In connection therewith, during the quarters ended March 31,
1998 and  1997,  the  Partnership  earned  $40,001  and  $46,804,  respectively,
attributable to net income earned by unconsolidated  joint ventures.  Net income
earned by joint ventures  decreased  during the quarter ended March 31, 1998, as
compared  to the quarter  ended March 31,  1997,  due to Ashland  Joint  Venture
adjusting  estimated  contingent rental amounts accrued at December 31, 1997, to
actual amounts during the quarter ended March 31, 1998.



                                        7

<PAGE>



Results of Operations - Continued

         Operating expenses,  including  depreciation and amortization  expense,
were  $181,751  and  $189,206  for the  quarters  ended March 31, 1998 and 1997,
respectively.

                                        8

<PAGE>



                           PART II. OTHER INFORMATION


Item 1.           Legal Proceedings.  Inapplicable.

Item 2.           Changes in Securities.  Inapplicable.

Item 3.           Defaults upon Senior Securities.  Inapplicable.

Item 4.           Submission of Matters to a Vote of Security Holders.

                  Inapplicable.

Item 5.           Other Information.  Inapplicable.

Item 6.           Exhibits and Reports on Form 8-K.

                  (a)      Exhibits - None.

                  (b)      No reports on Form 8-K were filed  during the quarter
                           ended March 31, 1998.

                                        9

<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

         DATED this 8th day of May, 1998.


                           CNL INCOME FUND XI, LTD.

                           By: CNL REALTY CORPORATION
                                General Partner


                                 By:  /s/ James M. Seneff, Jr.
                                      -------------------------------
                                      JAMES M. SENEFF, JR.
                                      Chief Executive Officer
                                      (Principal Executive Officer)


                                 By:  /s/ Robert A. Bourne
                                      --------------------------------
                                      ROBERT A. BOURNE
                                      President and Treasurer
                                      (Principal Financial and
                                       Accounting Officer)